Insomnia: A PhilindaMayson fan fic
by schushoe
Summary: For all of the Philinda/Mayson shippers out there!
1. Chapter 1

Phil Coulson couldn't sleep. He couldn't remember the last time he had a good night's sleep that left him feeling refreshed in the morning. He couldn't shut his brain off. Thoughts raced through his mind. Thoughts of Tahiti, thoughts of cello music and thoughts of… he shook his head. He couldn't discern what was real, what was implanted, and what was imagined in his mind.

He rolled over in his bed. He felt the gentle sway of the plane. It was comforting to him in a way. This was his home. His team was here. She was here and the gentle sway of the plane was her doing. Coulson let out a sigh. He wondered how long it was until they would land. The long flights home weren't bad when he got to sleep. He had to stop thinking about her. Not only was she a member of his team and even though it was against policy but she was sleeping with Ward. A pang of jealousy filled his soul for a moment. When his team had been assembled, he told her that he needed her. It was true in more ways than one. He rolled over again.

He shrugged his shoulders and crossed his arms. His chest was sore and tight from yesterday's physical conditioning. The workout had gotten his head right but only for a short time. He needed a massage. His mind floated back to Tahiti and then to reality. Tahiti wasn't real and his mind kept questioning what of his current experiences was real. He had to clear his head. He rolled out of bed and walked into the bathroom.

He bent his head down, splashed cold water onto his face and looked up. He saw the large scar on his bare chest. The scar was hairless unlike the rest of his chest, which made it stand out more noticeably. He gently touched it and knew the one on the back was even larger. He was glad he couldn't see it. Coulson had changed and he felt unfamiliar to himself. He straightened his sore but strengthened arms and looked himself in the eye in the mirror. His emotions vacillated between wanting to tell himself to snap out of the funk he was in and having compassion for himself in this time of emotional turmoil.

Coulson wasn't sure if it was his resurrection, the knowledge that Ward was warming May's bed or the combination of both. It could also be something else. The human mind was as complex as the universe and after coming back to life his could be altered forever.

"Enough." Coulson spoke the word out loud as he turned back to his room and pulled a button down shirt from the drawer and pants from the closet. If he couldn't sleep, there was always a backlog of paperwork he could attend to, and if he decided to procrastinate he could always watch that 80's movie he loved streaming online. He buttoned his shirt, leaving the top few open. Coulson entered his office and turned on the light. He turned on his tablet and began to read. He put his head in his hands as he looked down at the screen.

Melinda May sat in the cockpit and looked down at her watch. It was far past midnight. Where the hell was Ward? He said he would be coming to take over for her so she could get a few hours of sleep at least. She waited a few minutes and checked her watch again. She shook her head and looked back out the window. Ward was hot. Ward kicked ass when the chips were down but he was so emotional. May secretly envied that about him. Her feelings were so deep inside half the time she didn't know what she was feeling. The one thing she knew was how much she cared for Coulson. Her body tensed as she had that thought and she glanced at her watch again, her irritation building. She had requested to be placed at S.H.I.E.L.D. headquarters to watch him after his near- death experience and to protect him if need be. He had been in love with the cellist and May not only respected that but was happy for him as well. It was something else she envied. Ward was a good fuck but she didn't feel much else for him. If she had felt something, she couldn't imagine even sharing a cab with him, much less his bed.

Melinda May was "the cavalry": the one that came in to save the day on countless missions that had no hope of succeeding. When people thought of her, they thought of the lives she had saved. When she thought of herself, she thought of the one's she hadn't. She'd seen so much death, so much destruction. And now was not the time to think about it. "Enough." She muttered to herself. "Where the hell is Ward?"

"Ward is right here." Grant Ward walked in as the words flew from her mouth. He was freshly showered and dressed and he grinned at May as he walked in. "I know I'm late. I…"

"I've been awake for 20 hours, Ward. I'm flying the plane that you're on. I assumed if you valued your life, you'd show up on time." May spoke dryly as she turned on the auto pilot for the swap. She took off the headset and handed it to him.

"I'm trying to play nice." Grant smiled at her as he sat down. "You know I can do it."

May could only manage a smirk at him. "Yes, you're very trying." She folded his arms as she turned away from him. He gently touched her arm to turn her back to him. She paused and slid her arms to her sides. He pulled her in to give her a kiss on the cheek but she pulled back. "Goodnight, Ward."

Ward's expression turned to one of dejection as she left the cockpit and closed the door. "Goodnight, Melinda."

May unzipped her jumpsuit a few inches. It would be only a few minutes before she would be in her bed getting desperately needed sleep.


	2. Chapter 2

She walked through the corridor toward her room and noticed the light on through the opaque glass door of Coulson's office. It was 2 AM. What the hell was he doing awake at this hour? She had to admit she was worried about him. Her caring about him seemed to be the one emotion she couldn't run away from right now. She looked over at the door… and was it open? Melinda walked to the door and opened it, looking into the room without walking inside. Coulson was asleep with his hands propping his head up. She heard his gentle breathing and it calmed the worry inside herself. She closed her eyes for a moment and just listened. He was alive and he was here.

Melinda stepped into the room and looked at him. She noticed his unbuttoned shirt and his chest hair beneath. It made her heart rate quicken. She frowned at herself with her reaction. Caring about Coulson was one thing, having a physical reaction was entirely different. "Enough." May muttered to herself as she stepped into the room. Coulson had been through hell. He didn't even have a clue as to the reality of what he actually had been through. The least she could do was make sure he got a good night's sleep. She walked to him and gently put her hand on his shoulder. "Coulson." She gently ran her hand down his arm to his elbow. "Coulson."

Phil opened his eyes and looked up at Melinda. The first thing he noticed was that the zipper of her jumpsuit was down to the point he could see cleavage. He blinked and lifted his head up. "May…" He shrugged his shoulders to gain his composure. "What's going on?"

May shook her head. "You fell asleep at your desk. We have a long day tomorrow. You should probably get to bed."

He looked over at the clock on the wall and saw the time. "What are you doing awake?"

"Ward was late. He just took over for me." Melinda took a step back from his desk in anticipation of turning around and leaving the room. What Coulson said made her stay.

"Ward." Coulson's voice sounded disappointed. He looked up at her and into her eyes. "You know, sometimes I wonder what Ward has that I don't."

May touched the door frame and turned around. "Coulson…"

"I know he's got 6 pack abs and god-like arms but…" His voice trailed off as he looked back down at his desk.

"He's no Thor." Melinda walked toward the desk. "He's not even my type, he's just… there." May's expression turned vacant. She thought for a moment and looked back down. "We can't ever let our emotions affect our tactical decisions. I know that, you know that, _he _knows that. But he lets his emotions run him, and that makes him a liability."

"I've known you a long time, May. There's a lot beneath that cool exterior. It's not a crime for it to come out sometime." Coulson began to stand up. "I should get to bed. You probably should too."

Melinda was silent as she watched him walk around his desk and by her. "Wait." Coulson's head turned back to her. "When I heard of your death, I was devastated. It was as if someone had cut my heart in two as well. Finding out you were alive was a miracle. We live precarious lives. I couldn't bear to see you die again. I care too much to see that happen. I have to put you out of my mind and do my best to protect you."

"May, I can't _get_ you out of my mind." Coulson closed his eyes as he spoke, his mind again bouncing between memories and reality and wondered if he was actually saying what was coming from his lips.

"Enough." May walked toward him and gently put her hands on his arms. Her first instinct was to shut down her feelings but her inhibitions were lowered due to exhaustion. "Go." May pursed her lips as she gently pushed him into the hallway.

"I know, I know. I need to get to sleep." Coulson muttered. He started walking past her room door toward his own.

Before he knew it she had pushed him into her room and had unzipped her jumpsuit down to her waist. His eyes widened. Even her bra was black… and sexy.

"I asked you once before. Take off your shirt." May spoke almost sternly but a smirk came to her lips. She began to unbutton it. She stopped half way down and ran her fingers along the scar.

Coulson tilted his head. "I knew it. Melinda May does act on her feelings sometimes." He slid the shirt from his waist band and over his shoulders. It fell to the floor. She walked behind him and ran her fingers along the larger scar on the back.

"Everything you've been through, you deserve some comfort. Don't you think?" She slid herself around to his front, her hands not leaving his torso. "I think you do." She unzipped his pants as they fell to the floor. He expected he would feel vulnerable but he didn't. He reached out his hands to touch her torso, and gently pull her into him, but she put her palm on his chest.

"Lie down. Face down." May spoke almost sternly as Coulson turned his gaze to May's bare skin on her abdomen and the swell of her chest. He was instead obedient and lay face down on her bed.

"Yes, ma'am." Coulson muttered into the pillow. He took a deep breath of May's pillow and it _smelled_ like her. It was almost intoxicating and he took several breaths as he heard what sounded like May's jumpsuit hitting the floor. He looked down, there it was. What _was_ she wearing? He turned his head the other way to look up at her but suddenly her hands were on his shoulders rubbing what felt like massage oil. "Melinda…" he said softly. He wanted to ask her what he was doing, but then he realized he didn't care.


	3. Chapter 3

"Phil. You've told me about what you remember from Tahiti. Your _implanted_ memories. You remember having the greatest massage ever, and it's not real. This is real." She ran her fingers through his cropped hair at the nape of his neck. "When you think of Tahiti, think of this instead."

Phil desperately wanted to turn his head and look at her but her hands on his back felt so warm. As he let out a deep breath, his back relaxed beneath her hands. Her hands lingered on the scar on his back that seemed to be hurting more often than not lately. His eyes were firmly closed and he flashed back to Tahiti, startling him as his eyes opened.

Melinda stopped rubbing. "What?" She leaned down ever so slightly. "What is it?"

He turned his head to the side to speak. "I closed my eyes and there I was in Tahiti, and…"

She continued rubbing. "Phil." Coulson grinned at the sound of her softly speaking his name. "Close your eyes." He obliged, and got lost in her gently stroking his back. "Phil."

Coulson could only softly moan. He hadn't felt this relaxed since… since before he died. He hadn't felt this safe either in a very long time.

"Coulson." She ran her hands down his arms. "The physical therapist. The one whose command of the English language was irrelevant."

"May," Coulson began, speaking softly. "How did you know that?"

"Think of her, Coulson." Melinda made circles around his scar. "Think of her."

Again, he was back in "Tahiti." He opened his eyes and looked up. It was May. "Melinda." Coulson whispered. "How did you get into my memory?"

Melinda softly made circles on his back. "Does it really matter? I'm there. I'm here, with you." Phil smiled and in his mind felt the warm sun beat down on his skin. "I'm always here with you. Here to protect you. No matter what happens. Please believe that."

He didn't know when he heard her stop talking and fell asleep. It was the deepest sleep he had had in a while. His eyes softly opened and his head was in a different position. His head was in his hands and he looked down at the dark screen of his tablet computer. Phil had fallen asleep and had no idea what time it was. Momentary disorientation overtook him as he remembered his dream. Wait. Had it been a dream? The thoughts in his head swirled around as he desperately tried to remember the dream… the memories he had. His eyes widened as thoughts became clearer. He looked down to his half-way unbuttoned shirt. Had it been unbuttoned before? Coulson looked at his scar and gently touched it and found his skin to be moist. He pulled his fingers away from the scar and residue of oil on his fingers was shiny against the dim lights. His brow furled as he looked up and around the room. The clock was too blurry to make out.

The door to his office opened quickly. May leaned the upper half of her torso into the room. "Coulson."

He looked up to the door. "Melinda." He spoke in a daze, his thoughts becoming more coherent. "May."

She saw his disoriented expression and entered the room. "Are you okay?"

"Yeah, I…" He looked down and buttoned his shirt quickly.

"Tahiti flashbacks again?" May tilted her head to the left as she looked at him.

"It's a magical…" He stopped speaking as he noticed May's jumpsuit zipped far lower than it normally was. His memory of Tahiti rushed through his mind, with May giving him a massage. He smirked. "Place." He looked down at the zipper and back up at her face. "Good." May zipped up her jumpsuit. "Wheels up in 5."


End file.
